-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, S62820+qJ4CJFZbDqbgs9D0a5SVtW6yHAARm3Fcl0LfbKmv4WXDt8QKHfted4TI2 4yfz3bUmDL/5vIEwGDXynA== 0000950135-00-001471.txt : 20000320 0000950135-00-001471.hdr.sgml : 20000320 ACCESSION NUMBER: 0000950135-00-001471 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000317 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALKERMES INC CENTRAL INDEX KEY: 0000874663 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 232472830 STATE OF INCORPORATION: PA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 424B3 SEC ACT: SEC FILE NUMBER: 333-31354 FILM NUMBER: 572407 BUSINESS ADDRESS: STREET 1: 64 SIDNEY ST CITY: CAMBRIDGE STATE: MA ZIP: 02139-4136 BUSINESS PHONE: 6174940171 424B3 1 ALKERMES INC 1 Prospectus Supplement No. 2 Filed pursuant to Rule 424(b)(3) to Prospectus dated March 6, 2000 Registration No. 333-31354 ALKERMES, INC. $250,000,000 3 3/4% CONVERTIBLE SUBORDINATED NOTES DUE 2007 1,845,018 SHARES OF COMMON STOCK This prospectus supplement supplements the information contained in the prospectus of Alkermes, Inc. dated March 6, 2000, as supplemented by Prospectus Supplement No. 1 dated March 10, 2000, relating to the potential resale from time to time of the 3 3/4% Convertible Subordinated Notes due 2007 of Alkermes and the resale of shares of common stock of Alkermes issuable upon conversion of the notes. This prospectus supplement is not complete without, and may not be delivered or utilized except in connection with, the prospectus, including any amendments or supplements thereto. The following table supplements the information set forth in the prospectus under the caption "Selling Securityholders" with respect to the selling securityholders and the respective principal amount of notes which are beneficially owned and may be sold by each selling securityholder, and the number of shares of common stock that may be sold by the selling securityholders pursuant to this prospectus, as amended or supplemented:
Number of Shares of Common Principal Amount of Notes Stock Issued Upon Conversion Beneficially Owned and of the Notes that May be Name of Selling Securityholder (1) Offered Offered (2) Allstate Insurance Company $3,250,000 23,985 AXP Bond Fund, Inc. 820,000 6,051 AXP Variable Portfolio - Bond Fund 360,000 2,656 AXP Variable Portfolio - Managed Fund 665,000 4,907 Bank Austria Cayman Island, Ltd. 2,300,000 16,974 Bear Stearns & Co. Inc. 500,000 3,690 Boston Museum of Fine Arts(3) 60,000 442 BNP Arbitrage SNC(4) 7,750,000 57,195 BNY Hamilton Equity Income Fund 1,000,000 7,380 Donaldson, Lufkin & Jenrette Securities Corp.(5) 4,500,000 33,210 IDS Life Series Fund, Inc. - Income Portfolio 30,000 221 ING Barings LLC 500,000 3,690 Marsico Growth & Income Fund 2,700,000 19,926 Nations Marsico Growth & Income Fund 1,300,000 9,594 New Hampshire Retirement System 160,000 1,180 Parker-Hannifin Corporation 50,000 369 ProMutual 100,000 738 Putnam Asset Allocation Funds-Balanced Portfolio 200,000 1,476 Putnam Asset Allocation Funds-Conservative Portfolio 200,000 1,476
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Number of Shares of Common Principal Amount of Notes Stock Issued Upon Conversion Beneficially Owned and of the Notes that May be Name of Selling Securityholder (1) Offered Offered (2) Putnam Balanced Retirement Fund 60,000 442 Putnam Convertible Income-Growth Trust 720,000 5,313 Putnam Convertible Opportunities and Income Trust 70,000 516 Rhone-Poulenc Rorer Pension Plan 30,000 221 Salomon Smith Barney, Inc. 2,100,000 15,498 Total Return Portfolio 625,000 4,612 University of Rochester 30,000 221 Van Kampen Convertible Securities Fund 468,000 3,453 Van Kampen Harbor Fund 2,532,000 18,686 White River Securities LLC 500,000 3,690
(1) The information set forth herein is as of March 17, 2000 and will be updated as required. (2) Assumes conversion of the full principal amount of the notes held by such holder at the initial conversion price of $135.50 per share of common stock. (3) The amount listed includes an additional $30,000 principal amount of notes beneficially owned by the holder. (4) The amount listed includes an additional $2,000,000 principal amount of the notes beneficially owned by the holder as of March 13, 2000. (5) The amount listed includes an additional $1,000,000 principal amount of the notes beneficially owned by the holder as of March 14, 2000. THE DATE OF THIS PROSPECTUS SUPPLEMENT IS MARCH 17, 2000 2 -----END PRIVACY-ENHANCED MESSAGE-----